Standstill

A standstill provision or standstill agreement may refer to a provision in a nondisclosure agreement pursuant to which the signatory agrees to refrain from trading in the securities of the issuer while it is in possession of material nonpublic information or for a specified period of time.  It also may refer to a provision negotiated in the context of a securities purchase or in an M&A context with a strategic investor pursuant to which the investor agrees to refrain from acquiring directly or indirectly more than a specified percentage of the voting stock of the issuer’s securities in order to provide some comfort to the issuer that it will not seek to acquire control of the issuer.